Abstract: The invention provides a three layer liner for armor to reduce spall and the spall angle. The liner provides a high impedance.The liner is formed by layers of silastic rubber with tungsten powder. Successive layers have a decreasing concentration of tungsten powder, causing the density of the successive layers to decrease. This decreasing density causes the high impedance of the liner. The liner is made by casting a layer of the silastic rubber with the tungsten powder mixed in with a second layer of silastic rubber with a lower density of tungsten powder. The material is then pressed into a sheet. One side of the sheet is wet with silastic rubber and merged with a fabric layer.